Make the Grade
by oOoXTheLikelySuspectXoOo
Summary: What happens when Emily and Aria do some expieramenting . . . and Mr. Fitz walks in? Rated M for a reason. Not a One Shot! Emily\Aria\Mr. Fitz. Manage a Trois
1. Touch My Body

**Okay do not judge me! Quick two shot requested by an undisclosed fanfictioneer. Smutty! Fem slash, threesome, underage, student\teacher, all dat good stuff. Also, this is the first smut fic im posting on my actual account. I did two others under the name SmutSlinger, my friend Chessy let me use her pic for it but I decided I wanted to use my own account. (The two stories are Cherry Pie and Our First Time)**

**ALSO! Set before Emily REALLY came out, or rather just pretend she hasn't.**

Aria flicked through last month's Cosmo in her English classroom, waiting for Ezra. "Hey Aria!" Emily smiled from the door.

"Em!" Aria's pink lips broadened into a smile. "C'mon, I'm so bored waiting for Ezra."

Emily shuttered slightly, "It's so weird hearing him as Ezra instead of Mr. Fitz."

"Yeah . . . I mean I guess it would be weird calling Ben Mr. Shafer." Aria nudged her lightly. A sickly feeling crossed her friends caramel features. "What . . . did I say something wrong?"

"I'm just . . . a little done with Ben. He's really an ass." She shook her head, her black hair coming out of her loose pony tail slightly.

Aria smiled slightly, "Well I know that Joey Kresh is into you and Rick Aston is so sweet and had a huge crush on you in sixth grade-"

"No Aria." Emily closed her eyes tightly.

Aria looked down, "I didn't mean to intrude, Em. I just thought . . ." she trailed off. Aria thought for a moment, trying to think of someone Emily would like. Something from the 'Ali Days'. But all that conjured up was Ali making mean, fake remarks about Emily liking . . . girls . . . maybe they weren't fake. Her eyes slowly roamed up to Emily's. "How about Jessica Graham?"

Emily's big brown eyes glared at Aria's. For a moment her mouth just opened and closed like a guppie. Then she looked down at her chipped nail polish. "How did you . . . is it that obvious." Aria shook her head.

"No . . . just a guess. Do you like girls?"

Emily blushed a beautiful deep red. "Maybe." Aria glanced to the shut door.

"Have you ever . . . kissed a girl?" Aria asked, her voice hushed. Emily shook her head 'no'. "Do you want to try?" she asked cautiously.

"What! Seriously? Have you kissed girls before?" Emily rose her eyebrow.

Aria shrugged, "Well . . . in Iceland everyone is kinda loose. Let's just say . . . I've done more than _kiss _girls."

Emily's eyes bugged. "Okay . . . if you wanna, I'll try." She tried to take in the new information about her free thinking friend.

"Close your eyes." Aria whispered against her lips. Emily did as commanded. "Now . . . wet your lips a little." Aria leaned forward and pressed a soft, innocent kiss on Emily's lips. But she didn't pull back. Softly, so not to scare, she pressed her tongue to Emily's lips. Asking for entrance which was granted quite easily.

Aria smiled against Emily's moans and decided to take it a step further. Aria slid her hand under Emily's skirt, playing delicately with the surprisingly wet panties. Em let out a shutter of ecstacy and mindlessly bucked her hips toward Aria's hand. Aria slide the crotch of the panties to the side and messaged Emily's clit. By now Emily was panting desperately, her erect nipples pushing against her bra.

It was like she was under a spell. She hadn't felt this attracted to a girl since Ali. Only breaking the kiss briefly, she pulled her shirt and sports bra off in one minute and went back to kissing Aria. She squeezed her dark nipples as Aria began to toy with Emily's hole.

"A-aria?" a masculine voice asked, surprised. The two girls jumped apart to see Ezra standing in the door way, having just shut the door, locking it out of habit. Emily covered her breasts and turned to find her shirt which had somehow disappeared."What is going on here?"

And then the real fun began

**Review for second half of story. **

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	2. Smells Like Teen Spirit

**Good readers!**

**Here's part two!**

Ezra placed his leather brief case on the desk and repeated, "What's going on?"

Aria smirked mischievously, beginning to rub a very red Emily's upper thigh. She knew this was a hidden fantasy of Ezra's. One day she had driven to the apartment without him knowing. He hadn't been there so Aria decided to use his laptop for a history assignment.

Only when she opened the laptop it immediately went to a porno of two schoolgirls tag-teaming their teacher. Only she hadn't imagined she would ever be able to give him a chance at that fantasy. "I was just helping Emily explore herself a little." Emily was beginning to catch on to what Aria was doing. And it turned her on.

Em had had sex with Ben once, but it was awkward and he was pretty small. She could tell by Mr. Fitz's massive erection that he was much more . . . ahem . . . equipped than Ben. She left her folded arms drift slowly apart to reveal her supple breasts. "Do you want to help, Mr. Fitz?" She saw him catch Aria's eyes in a lust filled glance, almost asking for permission, and advanced on the two.

"What do you want to learn first Emily?" He asked, eyes locked on her erect nipples. She didn't know why she was suddenly so into this idea of student teacher sex, but it was _really _eating at her. Hmm . . . eating. She let her eyes close and open very slowly, looking over at Aria then back at Ezra.

"I've always wondered what it would be like to get head while giving it at the same." Aria smiled at her, a little excited at how bold Emil was being. She reached over and tugged on Ezra's belt, unbuckling it swiftly. Ezra did the rest and tried not to show how pleased he was at Emily's eyes popping at his thick, nine inch cock. Aria giggled, stripping out of her button down, sheer blouse and thin tank top, revealing her large, creamy breasts.

She had to admit she was slightly jealous at Emily's moans as she licked away Ezra's salty pre cum. Left only in her short skirt and boy shorts she leaned her lips down to Emily's throbbing center. She let out a thick moan as Aria's tongue jammed into her core. She shoved her finger's into Aria's dark tresses, sucking hard on Ezra's member.

"Is she good baby?" Aria laughed, feeling Emily already building up.

"Not as good as you . . . but pretty fucking good." He groaned, groping Emily's neck as she used her free hand to message his balls. Emily moaned and gasped even more on Ezra's cock, eventually coming over Aria's tongue and fingers, but Aria still pumped steadily. Ezra, who was now almost completely down her throat let go of his built up load down her throat, reveling in the fact she took special measures to lick up every last drop of cum. In an orgasmic glow she fell back on the desk. Aria rubbed up along her friend's flat abdomen. "What next, Em?"

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	3. The Kids Are Alright

**Okay you wore me down! After the barrage of private messages I decided I'd script you guys another chapter! **

Emily sat cross legged in the back seat of Ezra's black sedan. Her heart was thudding in her ears because when the three of them got to Ezra's place she knew it would be an all out orgy. Why had she agreed to this? She squeezed her thighs together to relieve the tension. It was kinda rainy, sprinkling a little, and a little chilly. The bite in the air made her nipples strain against the thin fabric of her shirt. Aria glanced back at her friend, winking reassuringly.

Ezra moved his hand to Aria's knee, rubbing it gently – lovingly. Emily smiled. He really did love her. She relaxed against the soft seat, closing her eyes briefly. A soft musical number lulled in the background. When she opened her eyes, she noticed Ezra's fingers trailing oh so slowly higher and higher up Aria's thigh. Her breath hitched. Was he going to do this now? NOW? Driving around Rosewood where everyone could see? She hated to admit it but it made Emily . . . hot.

"Hmm . . ." Aria hummed lusciously. The sound made Emily tingle. Ezra seemed so expert at this, his wrist was barely moving and Aria was writhing in pleasure. Emily saw Aria's small hands hold Ezra's large, masculine ones pushing the fingers deeper and deeper inside. Her legs spread farther to take him in. Emily began to feel her entire body get hot. She didn't even realize her hand was between her thighs till her fingers began teasing her clit - imitating Ezra's menstruations.

Soon the car was filled with their shared moans and gasps. It's a wonder that Ezra didn't crash the car. Aria's earsplitting orgasm would have been enough to run the steadiest driver off the road. Emily's wasn't much quieter and when she was finished she all but passed out in the back seat.

When the door to the apartment was locked he turned to Emily. "Have you ever done Anal, Emily?" Ezra asked. Aria's lust was the only thing preventing her from giving him a scathing glare. That was a low blow. Aria had never allowed him to drive his thick cock into her tight ass. She thought it would be more painful that pleasurable and she had found numerous other ways to satisfy Ezra.

Emily's nipples became hard again as she shyly replied, "No. Ben tried but every time he pulled back it came out. He was kinda small . . ." the threesome laughed heartily.

"That won't be a problem with me." He said seductively, "Would you like to?" Ezra played with one of her braids. Emily bit her lip and nodded. Ezra smiled and bent her over the desk in the corner of the apartment. He rubbed her ass lightly before giving it a soft smack, making Emily shudder in pleasure. Aria smiled and positioned herself in Ezra's soft leather chair, beginning to message her clit at this. Even if she didn't like anal herself – well she had never tried – she still found it extremely hot.

She watched as slowly, hoisting one of her legs over the chair's arm as Ezra pushed his thick member into Emily's waiting bottom. Emily let out a shriek of pleasure. "Do you like that?" Ezra whispered in her ear, letting her adjust.

"Mhm . . ." Emily smiled. "It feels really good." Emily breathed out. Ezra pushed in harder and harder. Aria smiled as she noted Emily's hand moving down to rub herself as Ezra grabbed her hips and took her over and over again. Aria smirked quickly digging through _her _drawer in the desk to remove a thick, pink vibrator. Ezra's eyes glazed over quickly but he didn't steady his rhythm at all. He loved watching Aria fuck herself with toys. She wiggled the object inside her till she felt it hit her G-Spot then clicked the highest setting. "AHHH!" She gasped loudly at the insane pleasure. She mewled, pushed over the edge to a point of pain. Oh, but it felt so GOOD!

Emily was benefiting from this, herself. Ezra channeled his sexual frustration and wonton need into the harsh pounding he was delivering to her. Aria combusted into a glorious explosion as Ezra and Emily quickly followed suit. As Emily came down, she reached for the vibrator, licking it lightly. "I've never used one of these before." She locked eyes with Aria, Ezra still slumped over her own sweaty form. "Would you like to show me?"

**There my greedy babies! I know it was short but I hoped you liked it! 20 reviews and I'll update tomorrow morning!**


	4. Electric Feel

**I can't believe how fast this story has caught on! Please review!**

"The first part of any good self fuck, is getting yourself off." Aria said, holding up her favorite purple, ribbed dildo. It was almost as big as Ezra and did a good job of keeping her sated when he was away. She was sitting on Ezra's kitchen island, Emily directly across from her. Ezra had decided to leave them alone while he showered quickly. "Think of something that does you in every time. For me, it's getting tag-teamed by two angry construction workers." Emily's eyes bugged at her best friend as she held a red glass toy. "Oh don't you judge. What's yours?" Em got really red.

"Oh, god, now I have to know." Aria smiled.

"You know Mrs. Kreshnaw?"

"The one who looks like an exact replica of Heather Locklear?"

"Yeah."

"Yeah?"

Emily fiddled with the dildo. "I use to fantasize about her calling me in after class and DP-ing me with a ruler and a vibrating strap-on." Emily looked down, expecting Aria to laugh. But she just shrugged.

"Everyone has their thing." She positioned herself. "Okay so you think about, think up a whole scenario in your head. Y'know, like really envision it." She directed Emily, seeing her glisten. "Good. Now take the toy and rub it against your clit." She went first, moaning as it hit her hard nub. Emily's cheeks steamed and she tried to mirror her petite friend.

"Mhmm . . ." she trembled out unwillingly. She went a little harder and faster than Aria and was well on her way to a satisfying climax before Aria leaned over, holding her arm still.

"Emily, don't rush. Savor this. Feel it, deep in you. You're already so flustered, just slow down." Emily glanced down at Aria's words, embarrassed at her schoolboy hastiness. "Here", Aria continued, "Since you're wet enough to put out a wildfire, start pumping it in and out . . . nice and slow." Emily followed Aria's directions. She let her back meet the chilling granite of the island and started twisting in ever so slowly in and out, mewling at the pure sensation of the rippled glass inside her most intimate parts. She was using all of her will power not to just full throttle fuck herself, she wanted to do this right.

Aria could sense the frustration. "Here, try this." She laid on her own back placing her dildo deep, deep inside her and got close to a block that ejected from the island to hold vegetables and what not still. She wrapped her legs around it so the toy wouldn't move out of her and Emily began to see her belly muscles tense under her alabaster skin. She gasped and moaned at the sensation, tweaking her own nipples. God that looked good.

"What are you doing?" Emily whispered.

Aria smiled lasciviously and gasped, "Just . . . clenching . . . uhhhhhh . . ." she came undone shortly after, an earsplitting confirmation erupted to announce her orgasm to the world. She wobbled off the counter. "Look", she assisted Emily into her own previous position, the dildo in as far as possible. "Now", she whispered against Em's neck, "Just _clench_." Emily tried it out and her legs turned to jelly instantly. It was nothing. A simple squeeze. But it felt amazing! After a series of repeating the motion over and over again, she came gloriously, turning on her side to come down.

Aria giggled, slapping her friends ass before leaning down to crush her lips to Emily's. Ezra appeared then, his entire physique covered in diamond shaped droplets. His hair was a floppy mess fussed around his ears and forehead. And, as if no time had passed, he was still rock hard. Aria bit her lip, getting an idea. "Em, stand up but keep the dildo in." Emily sat up, slightly confused. "Now lean against the island and spread em' like you just got pulled over." She did as she was told, and Aria gestured Ezra over with her long, lovely finger. He strode over, in his hung magnificence.

"Baby, I want you to take her in her ass again, but fuck her in her little cunt at the same time." She reached around, slapping Em on the clit. "She's still too tight." Aria's harsh mistress tone started a pull deep in both Ezra and Emily's groins. "I'm going to wash off real quick." Emily's heart thudded. She was leaving her alone with Ezra. He could do whatever he wanted to her –

_Aria in the Washroom_

Aria let boiling water rush into the tub as she heard Emily's screams. She didn't like sharing Ezra. But this was just too hot to ignore. She wondered how this would work, if it would. Would Emily start giving Ezra the same wonton looks Aria shot him? Would she blush whenever the three of them were together, alone or not? Could they ever look each other in the eye again? Well no, of course not. Aria sighed, letting a toe slip into the melting water. She moaned and deduced to slipping all of herself into the porcelain chamber, her hair above the waterline in a clip. She grew aroused listening to Ezra take Emily like a lion feasting on a deer. She pumped her fingers into herself, over and over. But it was no use. She knew what she craved as she splashed out of the tub.

Aria and Ezra had a little bit of a kinky side to their relationship. Nothing hard core, like Ezra spending the better half of an encounter in a leather gimp suit or Aria tied up in a corner for hours on hours. Just something a little spicy. So if Aria was going to introduce Emily to the world of floggers, but plugs, and nipple clamps (Oh My!), then she was going to do it A La Fitz. Entering the room just as Ezra took his final thrust into Emily, she tingled at the sight. Tears cascaded down Emily's cheeks but Aria knew they were from pleasure. She leered over and took the toy from Emily's center and smiled, sliding it over her own nipples and pressing it against her own sweet spot. Emily shuddered a little as she watched, Ezra's manhood still deep inside her. Aria placed the toy on a stool, coming over to whisper into Ezra's ear so Emily wouldn't hear.

"Why don't you tie Emily to the pleasure chair?" She licked the shell of his ear before giving a quick little slap to his ass. Em moaned as Ezra lightly pushed himself farther into her once more before sliding out. He heard Aria toying around in his tiny storage closet and smirked to himself. "Stay", he mumbled to Emily while he went looking for the chair that rested in the back of his closet. It was a soft, wood chair equipped with cuffs for wrists and ankles as well as an oval shaped whole in the seat.

"W-What's that?" Emily breathed. The sight of the scare started a trembling deep in her groin.

"Don't speak." Ezra mumbled gruffly, tugging on her arm. She came unstuck from the now hot counter she had molded to. It tugged her nipples deliciously. She didn't know where Aria was, which somewhere in her made her feel uneasy. Then suddenly she appeared, The sight enough to make her cream and shake. She was in thick, thigh high, leather, heeled boots. Her peachy thighs clad in black lace stockings and holder but without panties. She wore no bra, her large breasts toppling over a leather corset. She had what looked like a padded blindfold in her right hand and . . . Jesus, was that a crop?

Emily looked at Ezra, who was holding her shoulder down firmly. "Is this going to hurt?"

He got down to her eye level. "Well, Emily, let me put it this way. It's going to be like losing your virginity to someone with a thick cock like mine –"

God, Aria loved it when he talked like that.

"It's going to hurt a bit at first, but soon enough it's gonna feel so good that all the pain will be worth it." Emily had gotten so lost in his words she almost didn't care anymore. Aria clicked up to Emily, "Sweetie this may seem strange at first but just follow my lead and you'll like it." She smirked as Ezra began fastening Em in.

"You know what Dom\Sub is right?" she asked. Emily nodded. "Okay, well in this 'scene', I'm a Dom and you and Ezra are subs. But Ezra is lead sub, so you have to do what he says." Emily nodded. Easy enough. Aria headed behind Emily and everything went black as she slipped the blindfold over Emily's chocolate eyes.

**Thanks guys! Was it sexy enough? Review!**


	5. Do What U Want (With My Body)

**Okay so first off i want to say how SHOCKED I am by how insane this smutty little fanfic took off. I also want to thank you for the support ad apologize my lack of updating :( i've just been literally TOO busy. Also I want you guys to know this is the last chapter so i'm gonna try and make it extra special for you.**

Emily fidgeted as Ezra fastened the straps on her blindfold. Aria perched herself up on Ezra's directors stool, pouring herself a glass of sangrias. Ezra turned to look at the love of his life, as naked as the day of his birth, but a considerable amount of length added to his netherreagions. Aria smirked at him, tying her black satin robe loosely. In three swift strides, he crossed the room, grasping Aria's neck and crushing his lips against hers. He loved her so much. Part of him felt like she was doing this because there had been tension lately. She suspected he was cheating, as he found out from listening to her in her sleep. So perhaps this was some kind of preemptive strike on Aria's part.

Either way, he felt like this was just an intensifier to their growth as a couple. And who better to include in a manage trois than Emily? Beautiful and Smart, but Ezra had no attraction to her. It was a fun experiment, but Ezra knew there was no danger in welcoming her in. "Let's begin." Aria challenged.

She and Ezra grazed towards Emily. Suddenly Aria struck her promptly on the left nipple with her leather crop. Emily screamed from her groin. "Do NOT make a noise unless i give you permission. Okay?"

"Yes." Emily breathed. Ezra sighed, knowing Aria would whip her again.

"Yes What?" Aria prodded.

"Yes . . . Ma'am?" Emily attempted.

"Good girl." Aria bent dow, kissing Emily sweetly.

Ezra lowered himself under the chair, much like a mechanic. Slowly, Ezra began to insert a string of beads, bulb by bulb into Emily's tight bum. Emily mad slight moans, but contained herself from making a punishable noise. Then he turned them on . . .

The bulbs began to pulse like a heartbeat. Emily shuddered and gasped several times over. Ezra giggled, licking at her folds just to add a little extra kick of agony. Biting his lip like a giddy school boy, he popped something in her dripping mound. She didn't know what is was. She just knew it felt hard but pleasant. Aria smiled, knowing she ad full control of the wireless toy deep in her best friends honey pot. She flipped it on so that emily had a dull but constant stimulation deep in her genitalia. Little beds of sweat were staring to form between Emily's breasts.

Aria removed her shoes and padded silently over to her boyfriend. He cocked his head in confusion but she simply placed her fingers over her lips and led him to his bedroom.

"Guys?" Emily called. No answer as Emily could feel the beginning of a deep soreness in her crotch.

_In the bedroom_

Aria didn't say anything to him. She just placed her hands on his chest, leaning up to kiss him softly, lovingly. Tenderly he slid the satin robe off her shoulders, kissing the sloped of her body. He removed her silly costume slowly as she inched backwards to the bed. So much had happened in the last few hours, and while Emily waiting in the den, surely tumbling over the edge, Aria wanted just this time with her man.

She let her small form fall back onto the rumpled, unmade sheets she adored. Ezra carressed her soft curves. This was simple and them. He slid her leg into the arch of his hip, guiding his head with his other hand, grazing her clit lusciously.

She gasped, lightly running her perfectly manicured nails over his chest. Kissing her forehead, he plunged in. Aria choked lightly on her breath, which caught in the unexpected thrust. How Ezra could do this to her she would never know. Have her come undone in the most ordinary way possible. His lips never left hers as he grasped her body, thrust after thrust until Aria climaxed around his and he followed suit.

It took only a moment for Ezra to catch himself, but Aria was passed out. He chucked, draping the comforter over her and kissing her forehead as he left the room. She did so much for him and he knew he took it for granted. She was so mature beyond her years, he often had to remind himself she was just a little girl.

He slid on sweat pants and a 'The Who' shit Aria bought for him at a flea market, traveling to find Emily's limp form on a very slick chair. He switched off the vibrator and slid out the anal beads. Emily jolted awake, very confused until remembering where she was. She smirked as Ezra began to unlatch her blindfold.

"What kind of kinky fuckery are we going to venture into now, Mr. Fitz?"

Ezra chortled, surprised at the words he was hearing from one Emily Fields, "Actually, sweetheart, I think were gonna call this quits." he slipped off the mask. "I'm going to drive you home now."

Emily looked up surprised, but then she just nodded, staggering to her feet. "Hey" he grasped her hand, planting a soft kiss on the back of it, "You were lovely, Miss Fields."

She blushed, pulling back on her clothes from the floor. Emily followed him down the stairs into his Prius. Girl From The North Country lulled sweetly from the speaker. They travelled wordlessly to the Fields home.

"I don't really have words. But I won't ever forget that." Emily looked around. "it won't ever be the same"

"No", Ezra confirmed. "But I don't regret it."

"Me neither." Emily laughed, leaning over to give him a hug. "See you around, Fitzy"

"See you in school, Em."

**Hope you guys liked my story :)**


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